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EDIT IO DOCUMENTS
Canceled
Multifamily
River Pointe Townhomes
Bethlehem, PA
INVESTMENT STRATEGY
INVESTMENT TYPE
Equity
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Offered By AION Partners
16.0%* TARGET IRR 15.0%-17.0%
8.2%* TARGET AVG CASH ON CASH
* TARGET EQUITY MULTIPLE
Estimated Hold Period
Estimated First Distribution 9/2018
*Please carefully review the Disclaimers section below, including regarding Sponsor’s assumptions and target returns
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Project Summary
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Explore this Project
Overview
Value-add acquisition of a multifamily asset by an experienced, repeat Real Estate Company.
Property At A Glance
Year Built 1971
# of Units 211
# of Buildings 27
Current Occupancy 93.4%
Parking Ratio 2.00/Unit
Acquisition Price

$26,100,000

Investment Highlights
Experienced Real Estate Company: AION Partners currently operates a $1.5 billion portfolio of office, retail, and multifamily assets
Attractive Basis: The Real Estate Company acquired the Property for $123,697/unit in December 2017 which compares favorably to comparable transactions in the market
Well Located: The Property is situated in a major market with favorable fundamentals; in close proximity to retail amenities, public transportation and public facilities
Management
Cumulative Distributions

AION Partners

AION Partners acts as Operating Partner on core-plus, value-add, and opportunistic real estate investments across the U.S. AION operates a $1.5 billion portfolio of office, retail, and multifamily assets located primarily in the New York – Washington D.C. corridor and across the Sunbelt. They target well-located office and retail properties in major gateway markets, and multifamily in the suburban infill locations surrounding them.   AION has participated in institutional equity partnerships with Kushner Companies, NorthStar Realty Finance, Related, The Carlyle Group, Lehman Brothers, C-III Capital Partners, China Orient Asset Management, and Clarion Partners.  The firm has operated continuously since 2001, investing actively during the downturn caused by the 2007-09 financial crisis.

AION’s multifamily investment arm focuses on workforce housing opportunities in close proximity to employment centers and demand drivers.  They typically pursue investments in markets with high populations and job growth, often targeting assets that are non-institutionally managed or neglected by current management.  AION currently owns 9,941 multifamily units with a total capitalization of more than $981MM.

AION operates an in-house construction management team that efficiently identifies, bids, and oversees robust capital improvement projects.  In addition, they have a centralized accounting team that includes two CPAs with experience in fund management accounting, investor reporting, and audits.

http://www.aionpartners.com/
  • Michael Betancourt
    Managing Director
  • Siraj Dadabhoy
    Chairman
  • Victor Cole
    Principal
  • Sean Belfi
    Vice President
Michael Betancourt
Managing Director

Michael Betancourt is a founding partner and Managing Director of AION Partners. Michael heads the Investment Committee of AION and oversees underwriting of all new transactions. He also dedicates his time to AION’s institutional equity relationships and private investors. At AION, he has purchased over $1.5 billion in real estate across multifamily, office, retail, and development deals. Michael began his real estate career with DCD America in 2001. He has also held positions with Prudential Securities and Shearson Lehman Brothers.  Mr. Betancourt is a graduate of Saint Joseph's University with a Bachelor of Science in Finance.

Siraj Dadabhoy
Chairman

Siraj Dadabhoy has over 20 years of experience in finance and real estate investment. He focuses on AION’s overall investment strategy; new real estate opportunities, global marketing, and capital raising. He has a thorough knowledge of the entire investment lifecycle and maintains a high level of attention to detail throughout the process, from the initial structuring of the deal through the development of the investment thesis and design details. He is also the Chairman of AION Global; an owner, operator and developer of real estate in the U.K. Siraj is a 1988 graduate of Indiana University, with a Bachelor of Science in Accounting and Finance. He is also a qualified Certified Public Accountant.

Victor Cole
Principal

Victor Cole is a Principal of AION Partners. Victor heads the Investment Team at AION, focusing on new acquisitions and asset management. He personally oversees several of AION’s large assets in the firm’s portfolio. At AION, Victor has purchased close to $1 billion of real estate in office and multifamily deals.

Prior to joining AION, Victor was a member of JPMorgan's Commercial Mortgage Backed Securities group. He previously worked for NorthMarq Capital where he was involved in debt and equity placement on behalf of real estate investor and developer clients.  Victor received a Bachelor of Science in Business Administration from Bucknell University and a Graduate Certificate in Real Estate from New York University's Real Estate Institute.

Sean Belfi
Vice President

Sean Belfi focuses on new acquisitions and asset management responsibilities across AION’s portfolio. He also structures and oversees equity and debt partnerships. Prior to joining AION, Sean was a Vice President at Citi Private Bank. At Citi, he worked with High Net Worth clients and Institutional clients investing in real estate development projects and real estate funds. Prior to Citi, Sean practiced law in New York. Sean received a Juris Doctor from Brooklyn Law School and a Bachelor of Arts from Georgetown University. He received a Professional Certificate in Real Estate Investment and Finance from New York University Schack Institute of Real Estate. He also holds a Chartered Financial Analyst designation.

Track Record

Currently Owned Assets
Investment Name City State Units Acquisition Date Total Capitalization NOI at Acquisition T12 NOI NOI Increase
Cityside at Huntington Metro Alexandria VA 569 5/20/2011 $93,000,000 $4,497,435 $5,775,328 28%
Adams Run/Park Waverly Philadelphia PA 498 7/1/2013 $45,770,324 $2,489,832 $3,083,801 24%
Carroll Park Middle River MD 157 7/28/2014 $9,860,935 $638,169 874,610 37%
Morningside Park Middle River MD 128 7/28/2014 $9,781,778 $644,867 $793,631 23%
Essex Park Essex MD 229 7/28/2014 $19,498,241 $1,110,146 $1,280,903 15%
Woodlane Crossing Edgewater Park NJ 276 12/10/2015 $20,303,791 $1,246,352 $1,409,389 13%
The Willows Barrington NJ 347 12/10/2015 $19,005,514 $1,145,335 $1,432,180 25%
Chateau Ridge Pine Hills NJ 255 12/10/2015 $12,244,329 $750,144 $881,818 18%
Fox Ridge Hi-Nella NJ 246 12/10/2015 $15,287,058 $909,688 $1,086,015 19%
Joralemon Belleville NJ 62 12/10/2015 $5,221,798 $284,569 $402,166 41%
Woodbury Arms Deptford NJ 99 12/10/2015 $5,560,653 $382,721 $417,133 9%
Prides Court Newark DE 297 12/10/2015 $19,626,142 $1,083,781 $1,377,724 27%
University Village Newark DE 136 12/10/2015 $11,129,054 $657,965 $698,802 6%
Brook at Colonial Park Harrisburg PA 626 12/10/2015 $46,708,136 $2,619,249 $2,842,602 9%
Chelsea Village Leola PA 238 12/10/2015 $21,335,838 $1,330,610 $1,439,015 8%
Whispering Hills Allentown PA 220 12/10/2015 $15,435,682 $954,178 $1,138,802 19%
Oakwood Village Flanders NJ 1224 1/20/2016 $205,727,153 $10,281,153 $11,242,599 9%
The Harrison New Brunswick NJ 316 9/29/2016 $60,841,766 $2,893,218 $3,380,034 17%
Franklin Commons Bensalem PA 703 11/30/2016 $103,151,413 $5,266,677 $5,715,530 8.5%
Valley Park Apartments Bethlehem PA 276 11/30/2016 $32,973,480 $1,780,653 $1,817,388 2.1%
Mulberry Station Apartments Harrisburg PA 100 11/30/2016 $9,310,339 $477,170 $574,681 20.4%
Canterbury Court Apartments Philadelphia PA 173 11/30/2016 $19,245,367 $1,016,196 $1,110,490 9.3%
Kingsrow Apartments Lindenwold NJ 208 11/30/2016 $15,591,012 $997,528 $1,035,083 2.8%
Holly Court Apartments Pitman NJ 188 11/30/2016 $20,449,396 $1,069,252 $1,110,837 3.9%
Residences of South Hills Pittsburgh PA 1,050 3/30/2017 $62,545,549 $3,928,728 - -
Greens at Forest Park Baltimore MD 190 5/11/2017 $15,031,252 $841,942 - -
Hunters Crossing Newark DE 680 6/1/17 $66,555,922 $3,341,053 - -
Subtotal     9,491   $981,191,382     16%
Sold Assets
Investment Name City State Units Acquisition Date Total Capitalization NOI at Acquisition T12 NOI NOI Increase Date Sold
The Montana Phoenix AZ 134 11/24/2012 $12,595,000 $609,781 $781,469 28% 9/29/2015
Maplewood Apartments Maplewood NJ 9 12/10/2015 $1,768,450 $109,947 $134,484 22% 3/22/2016
Serrano West Palm Beach FL 192 3/10/2015 $21,600,000 $1,208,528 $1,491,953 24% 6/1/2016
Park Plaza Miami FL 234 3/10/2015 $20,800,000 $1,315,618 $1,669,202 27% 8/15/2016
Subtotal     1,364   $122,159,916     25%  
                   
Portfolio Total     9,190   $956,368,198     20%  

The Real Estate Company's bio and track record were provided by the Real Estate Company and have not been verified by RealtyMogul or NCPS.

Business Plan

In this transaction, RealtyMogul investors are to invest in Realty Mogul 111, LLC, which is to subsequently invest in AP Lehigh Crossing Venture, LLC, a limited liability company that, through a 100% owned subsidiary, holds title to the Property. The Real Estate Company purchased the Property in December 2017 for $26,100,000 ($123,697/unit). The total project cost is anticipated to be $30,846,522 ($146,192/unit).

The Real Estate Company plans to implement interior and exterior renovations to increase value. The Real Estate Company's capital improvement budget is approximately $4.00 million ($18,994/unit), which is to be allocated as follows: (1) $2,450,600 ($13,391/unit) for interior renovations on 87% of the units; (2) $780,000 ($3,697/unit) for deferred maintenance; (3) $320,000 ($1,517/unit) for general property enhancements; and (4) $457,140 ($2,167/unit) for soft costs, construction management, and a contingency. Approximately 65% of the interior renovations are capitalized to the transaction, while the remainder will come from operating cash flow. Unit interior upgrades will include new cabinets and countertops, plumbing and electrical fixtures, vinyl flooring and carpets (in select units), and new appliances (in select units). Exterior and amenity improvements will consist of a dog park, trash enclosures, gym, lighting package, paint and carpentry. The Real Estate Company plans to renovate 183 units (87% of the Property) over 40 months (4.58 units / month), which they state is a comfortable pace given their track record and in-house construction team. In addition, the Real Estate Company intends to convert 31 two-bedroom/one-bathroom townhomes into three-bedroom/two-bathroom townhomes. An average rent premium of approximately $161/unit/month is being estimated for renovated units. 

CapEx Budget
Exteriors Cost Cost/Unit
Trash Enclosures $30,000 $142
Gym Installation in former Laundry Room $225,000 $1,066
Exterior LED Lighting Upgrades $50,000 $237
Dog Park $10,000 $47
Bring Non-Revenue Units Back Online $5,000 $24
Base Building Capital / Deferred Maintenance Items Cost Cost/Unit
Tree Removal/Trimming $30,000 $142
Landscaping Enhancements $75,000 $355
Roof Replacements $200,000 $948
Window/Slider Allowance $125,000 $592
HVAC Reserve $100,000 $474
Drainage/Waterproofing Reserve $50,000 $237
Exterior Enhancements $150,000 $711
Hardscape/Paving Reserve $50,000 $237
Unit Interiors Cost Cost/Unit
Cabinets, counters, plumbing, electrical, flooring, carpet, appliances $2,450,600 $11,614
Soft Costs/Contingency $266,295 $1,262
CM Fee $190,845 $904
Total $4,007,740 $18,994

Debt was provided by Freddie Mac, a lender that the Real Estate Company has worked with previously.

Stabilized Unit Mix
Unit Type # of Units % of Total Unit (SF) Total SF Rent/Unit Rent/SF
1 Bed, 1 Bath 52 25% 605 31,460 $997 $1.65
2 Bed, 1 Bath 10 5% 960 9,600 $1,294 $1.35
3 Bed, 1 Bath 10 5% 1,050 10,500 $1,432 $1.36
3 Bed, 2 Bath 119 56% 1,120 133,280 $1,510 $1.35
4 Bed, 2 Bath 20 9% 1,400 28,000 $1,617 $1.16
Total/Average 211 100% 1,009 212,840 $1,380 $1.40

This will be RealtyMogul's third investment with the Real Estate Company, following Greens at Forest Park and Burlington Court Apartments.

Property

RealtyMogul, along with AION Partners (the "Real Estate Company"), is providing the opportunity to invest in the acquisition of 1416 Livingston Street (the "Property"), a 211-unit multifamily asset located in a gentrifying neighborhood of Bethlehem, PA.

The primary objective of this investment is to acquire the Property, perform modest interior and exterior renovations to capture rental increases, then sell the Property within approximately five (5) years. The Real Estate Company sees this investment as an opportunity to capitalize on a well-located asset, in a gentrifying region, that exhibits high occupancy and favorable fundamentals to support the targeted renovation plan. 

Property Details

The Property consists of one (52 units), two (41 units), three (98 units), and four (20 units) bedroom floor plans across 27 buildings with a combined rentable area of nearly 208,000 square feet. The Property is situated in two municipalities within Northampton County, 5.59 acres are located in the City of Bethlehem and 12.86 acres are situated in Freemansburg Borough for a total of 18.45 acres. The Property was constructed in 1971 with amenities including a playground, basketball court, full-size washers/dryers, patios and decks, and private entrances. 
 
Apartment unit finishes include painted gypsum board walls and ceilings, carpet and sheet vinyl or VCT flooring, painted hollow core interior doors, and horizontal metal mini-blinds. The kitchens are provided with wood cabinets with plastic laminate countertops, refrigerator/freezers, electric range/ovens, dishwashers, and single basin stainless steel sinks. Bathrooms are provided with vanity base cabinets and cultured marble countertops with integral sinks, floor-mounted vitreous china toilets with flush tanks, fiberglass bathtubs and surrounds, and fiberglass shower units and surrounds (in built-out basements).

 

In-Place Unit Mix
Unit Type # of Units % of Total Unit (SF) Total SF Rent/Unit Rent/SF
1 Bed, 1 Bath 52 25% 605 31,460 $836 $1.38
2 Bed, 1 Bath 41 19% 960 39,360 $1,133 $1.18
3 Bed, 1 Bath 10 5% 1,050 10,500 $1,271 $1.21
3 Bed, 2 Bath 88 42% 1,120 98,560 $1,348 $1.20
4 Bed, 2 Bath 20 9% 1,400 28,000 $1,456 $1.04
Total/Average 211 100% 985 207,880 $1,187 $1.20
Comparables

Lease Comparables
  Bridle Path Woods Bethlehem Fields  Pointe North Woodmont Mews Northfield Apartments Total/Averages Subject (Post Renovation)
Occupancy 96% 96% 99% 97% 100% 98% 95%
Units (#) 120 216 200 204 77 163 211
Year Built 1972 2006 1995 2007 1966 1989 1971
Average SF (per unit) 1,035 1,039 1,067 1,162 1,010 1,063 1,009
Rents (1BD) $1,206 $1,153 $1,360 $1,328 $1,290 $1,267 $997
Rents (2BD) $1,349 $1,405 $1,475 $1,415 $1,380 $1,405 $1,133
Rents (3BD) $1,431       $1,490 $1,461 $1,504
Rents (4BD)             $1,617
Distance from Subject 3.8 mi 3.8 mi 5.5 mi 3.7 mi 2.3 mi 3.82 mi  
Sales Comparables
  Madison Reed Farm Madison Exeter Madison Wynnewood Park Valley Park Apartments The Lakes Total/Averages Subject
Date 17-Apr 17-Feb 17-Feb 16-Sep 16-Jul -  
# of Units 242 311 288 276 235 270 211
Year Built 2005 2003 1967 1965 1971 1982 1971
Average SF (per unit) 1,035 1,084 870 756 1,200 989 1,009
Purchase Price $35,000,000 $46,000,000 $31,500,000 $28,566,000 $29,050,000 $34,023,200 $26,100,000
$/Unit $144,628 $147,910 $109,375 $103,500 $123,617 $125,806 $123,697
Cap Rate 5.94% 6.08% 6.91% 6.01% 6.81% 6.35% 5.73%
Distance from Subject 41.4 mi 43.9 mi 47.3 mi 5.1 mi 12.8 mi 30.1 mi  

*Lease and Sale Comparable information provided by Axiometrics, CoStar, Real Capital Analytics, and a CBRE Appraisal.

Location

The Property is located along Pembroke Road/Freemansburg Avenue, 1.5 miles east of CBD Bethlehem, six miles east of CBD Allentown, and four miles east of Easton, PA. The Property is convenient to I-78, US Route 22, US Route 33, and I-476, which collectively comprise a regional transportation network providing access throughout the Lehigh Valley and to most of the U.S. Eastern Seaboard. The Property is also located 80 miles west of New York City and approximately 71 miles northwest of Philadelphia.

Market Overview

Per CoStar, recent changes to a tax program designed to encourage development in Bethlehem have spurred heavier than normal construction. While it is still too soon to determine if Bethlehem can reinvent itself the way its neighbor Allentown did, there are signs of optimism. Multifamily construction has picked up after a slow start, and recent deliveries are leasing quickly. Vacancies remain tight, rent growth has been solid, and the level of apartment sales has been above historical norms.

Allentown has received national attention for its success in revitalizing its downtown, largely through the city’s tax reimbursement plan, which heavily incentivized construction. In the last few years, more than $1 billion was put into developing the city and waterfront areas, fostering economic and population growth. Bethlehem implemented a similar program in 2013, hoping to replicate the success of its neighbor, but the effect was not as strong as city officials had hoped for, in large part because developers, uncertain how the reimbursement program would work, shied away. The Pennsylvania state legislature passed a modified version of the City Revitalization and Improvement Zone in 2016 and provided another $31.6 billion to spur city growth.
 
While it is too soon to say if Bethlehem will enjoy success like Allentown's, developers have been busy. More than $560 million has been put into developing residential, commercial, and mixed-use projects citywide since the beginning of 2016. Construction has begun on multiple major properties, and Martin Tower, Lehigh Valley’s tallest building. The former headquarters of Bethlehem Steel is being torn apart, and developers are debating whether to repurpose or demolish it.
 
Multifamily projects have also picked up speed. Construction has been dormant for most of the cycle, but close to 105 units were added in 2017. The success of these projects could influence future development. The 30-unit 3 Star Chelsea Commons came on line in March and was fully-occupied by October 2017. Rent growth has outpaced the rate of inflation this cycle, and vacancies are tight in spite of affordable homes and increasing rents. 
 

Demographic Information

Demographics

Distance from Property 1 Mile 3 Miles 5 Miles
Population (2017) 13,146 81,448 153,226
Expected Growth (2017-2022) 0.84% 0.52% 1.15%
Median Household Income (2017) $51,590 $56,741 $59,825
Median Home Value (2017) $169,975 $195,807 $206,369

*Demographic information was obtained from CoStar.  

Photos

current
Financials
Sources & Uses

Total Capitalization
Sources of Funds Cost
Debt $21,500,000
Equity $9,346,522
Total Sources of Funds $30,846,522
Uses of Funds Cost
Purchase Price $26,100,000
Acquisition Fee $261,000
Loan Fee $227,363
Closing Costs $613,915
CapEx Holdback $3,150,030
Working Capital $150,000
Escrows $323,376
LIBOR Cap Fee $20,838
Total Uses of Funds $30,846,522
Debt Assumptions

The underwritten terms of the debt financing are as follows:

  • Lender: Freddie Mac
  • Loan Type: Permanent / Senior
  • Recourse: Non-recourse (Standard Carveouts)
  • Loan Amount: $21,500,000 ($101,896/SF)
  • Lender Reserves: $3,150,030 ($14,929/SF)
  • Interest Rate: 2.38% + 1-Month LIBOR
  • Loan to Value: 82.4%
  • Loan to Value (Net of Future Funding): 70.3%
  • Loan to Cost: 69.7%
  • Term: 60 Months
  • Interest Only: 60 Months
  • Amortization: N/A
  • Prepayment: 5.0% (Year 1), 4.0% (Year 2), 3.0% (Year 3), 2.0% (Year 4), 1.0% (Year 5)

*All rates and terms of the debt financing are subject to lender approval, including but not limited to possible increases in capital reserve requirements for funds to be held in a lender controlled capital reserve account.

Distributions

AP Lehigh Crossing Venture, LLC intends to make distributions of all available cash and capital proceeds to investors (Realty Mogul 111, LLC, Other LP Equity, and Real Estate Company, collectively, the "Members") as follows:

  1. First, to all Members with unreturned Capital Contributions pro rata (in proportion to their relative unreturned Capital Contributions), until such time as aggregate distributions provide Members a nine percent (9%) annual return, compounded monthly, on their unreturned Capital Contributions;
  2. Second, to all Members with unreturned Capital Contributions pro rata (in proportion to their unreturned Capital Contributions) until the Members have received a return of the aggregate amount of their Capital Contributions; and
  3. Third, twenty-five percent (25.0%) to the Manager, and seventy-five percent (75.0%) to all Members pro rata. 

Note that these distributions will occur after the payment of the Company's liabilities (loan payments, operating expenses and other fees as set forth in the LLC agreement, in addition to any member loans or returns due on member loans).

Realty Mogul 111, LLC will distribute 100% of its share of excess cash flow (after expenses and fees) to the members of Realty Mogul 111, LLC (the RealtyMogul.com investors). 

Distributions are expected to start in September 2018 and are expected to continue on a quarterly basis thereafter. These distributions are at the discretion of the Real Estate Company, who may decide to delay distributions for any reason, including maintenance or capital reserves. 

Cash Flow Projections
  Year 1 Year 2 Year 3 Year 4 Year 5
Effective Gross Revenue $ $ $ $ $
Total Operating Expenses $ $ $ $ $
Net Operating Income $ $ $ $ $
Distributions to Realty Mogul 111, LLC Investors $ $ $ $ $XXXX

Sample Targeted Cash Flows - Hypothetical $50,000 Investment

  Year 0 Year 1 Year 2 Year 3 Year 4 Year 5
Targeted Distributions to Investor ($) $ $ $ $ $XXXX
Fees

One-Time Fees
Type of Fee Amount of Fee Received By Paid From Notes
Acquisition Fee $261,000 Real Estate Company Capitalized Equity Contribution 1.0% of Property purchase price
Broker-Dealer Fee $80,000 North Capital 1 Real Estate Company  
Recurring Fees
Type of Fee Amount of Fee Received By Paid From Notes
Property Management Fee 2.75% of Effective Gross Income AION Management Distributable Cash Real Estate Company Affiliate
Construction Management Fee 5.0% of Hard Costs Real Estate Company Capitalized CapEx Budget  
Asset Management Fee 1.25% of Effective Gross Income Real Estate Company Distributable Cash  
Management and Administrative Fee 1.0% of amount invested in Realty Mogul 111, LLC RM Manager, LLC Distributable Cash RM Manager, LLC is the Manager of Realty Mogul 111, LLC and a wholly-owned subsidiary of Realty Mogul, Co.2

1) Certain employees of Realty Mogul, Co. are registered representatives of, and are paid commissions by, North Capital Private Securities Corp., a Delaware corporation ("North Capital"). In addition, North Capital pays a technology provider services fee to Realty Mogul, Co. for licensing and access to certain technology, reporting, communications, branding, entity formation and administrative services performed from time to time by Realty Mogul, Co., and North Capital and Realty Mogul, Co. are parties to a profit sharing arrangement.

2) Fees may be deferred to reduce impact to investor distributions.

The above presentation is based upon information supplied by the Real Estate Company or others. Realty Mogul, Co., RM Manager, LLC, and Realty Mogul 111, LLC, along with their respective affiliates, officers, directors or representatives (the "RM Parties") hereby advise you that none of them has independently confirmed or verified any of the information contained herein. The RM Parties further make no representations as to the accuracy or completeness of any such information and undertake no obligation now or in the future to update or correct this presentation or any information contained herein.

Documents
Offering Documentation

Disclaimers/FAQs
Disclaimers

Forward-Looking Statements

Investors should not rely on any forward-looking statements made regarding this opportunity, because such statements are inherently uncertain and involve risks. We use words such as “anticipated”, “projected”, “forecasted”, “estimated”, “prospective”, “believes”, “expects”, “plans”, “future”, “intends”, “should”, “can”, “could”, “might”, “potential”, “continue”, “may”, “will” and similar expressions to identify these forward-looking statements.


Non-Transferability of Securities

The transferability of membership interests in The Company are restricted both by the operating agreement for that entity and by U.S. federal and state securities laws. In general, investors will not be able to sell or transfer their interests. There is also no public market for the investment interests and none is expected to be available in the future. Moreover, the estimated investment holding period described herein is only a projection, and there can be no assurance when or if an investment may be liquidated. Persons should not invest if they require any of their investment to be liquid. This is particularly important for persons of retirement age, who should plan carefully to assure that their assets last throughout retirement.


Capital Call Risk

The amount of capital that may be required by the Target from the Company is unknown, and although the Target does not require that the Company and its members contribute additional capital to it, it may from time to time request additional funds in the form of loans or sell additional equity.  The Company does not intend to participate in a capital call if one is requested by the Target, and in such event the manager of the Target may accept additional contributions from other members of Target or from new members.  In the event that the manager of Target advances any capital on behalf of the Company, it will be deemed to be a manager loan at an interest rate that cannot be determined at this time.  Amounts that are contributed by existing or new members will be deemed to be additional capital contributions, in which case the Company's interest in Target will potentially suffer a proportionate amount of dilution.


Interest-Only Loan Period

The Target is expected to obtain a senior loan (the “Loan”) to, in part, acquire the apartment community.  The Loan is anticipated to have an interest-only period during the first five years of the loan term, which means that there will be no reduction in the principal balance during that interest-only period.


The above is not intended to be a full discussion of all the risks of this investment. Please see the Risk Factors in the Issuer Document Package for a discussion of additional risks. The above presentation is based upon information supplied by the Sponsor and others. Realty Mogul, Co., RM Manager, LLC, and The Company, along with their respective affiliates, officers, directors or representatives (the "RM Parties") hereby advise you that none of them has independently confirmed or verified any of the information contained herein. The RM Parties further make no representations as to the accuracy or completeness of any such information and undertake no obligation now or in the future to update or correct this presentation or any information contained herein.

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